MASTEC INC — Director's Dealing 2008

Aug 8, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MASTEC INC (MTZ)
CIK: 0000015615
Period of Report: 2008-08-08

Reporting Person: SHANFELTER AUSTIN J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-08-08	Common Stock	M	300000	$10.5600	Acquired	626678	Direct
2008-08-08	Common Stock	S	300000	$14.8934	Disposed	326678	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-08-08	Non-Qualified Stock Option (right to buy)	$10.5600	M	300000	Disposed	2008-08-22	Common Stock (300000)	Direct

Footnotes

F1: The sales were executed in eighteen (18) separate transactions with sales prices ranging from $14.77 to $15.15 for a weighted average sales price of $14.89.

F2: The 300,000 shares represent options which were about to expire later this month on August 22, 2008. Mr. Shanfelter retired as Mastec's President and CEO in March 2007.

F3: Options vested over three years in equal installments per year beginning twelve months from the date of grant (08/21/2001).